Non Competition Non Solicitation Etc Sample Clauses

Non Competition Non Solicitation Etc. As inducement and essential consideration for the Parent and Company to consummate the transactions contemplated by the Acquisition Agreement, as additional consideration to be paid to Executive under the Acquisition Agreement, and as consideration for his employment hereunder, Executive agrees to the restrictive covenants contained in this Section 12. The parties agree that such restrictive covenants are essential to preserve the good will of the businesses acquired under the Acquisition Agreement and that the Parent would not have entered into the Acquisition Agreement without the Executive’s consent to the covenants set forth in this Section 12.
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Non Competition Non Solicitation Etc. The Shareholder agrees that:
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Non Competition Non Solicitation Etc. (a) In consideration of the Company's award to Executive the 2004 Common Options on or about the date of this Agreement, and for other good and valuable consideration, the receipt and adequacy of which is hereby acknowledged, Executive agrees that during the “Non-Compete Period” (as defined below), Executive shall not, directly or indirectly, as owner, lender, partner, joint venturer, stockholder, employee, agent, principal, trustee, officer, director, or in any capacity whatsoever, engage in, become financially interested in, be employed by, or render any consultation or business advice or other services with respect to (i) any business which provides or offers products or services, in any geographic area in the United States of America, which are competitive with any products or services of the Company or any of its related entities in the following lines of business: (x) healthcare disease management, (y) the line of business consisting of the suite of services currently offered under the rubric of the Company’s “CareEngine” registered trademark or (z) any other line of business in which the Company or any of its related entities is materially engaged during the period of Employee’s employment hereunder or (ii) any business conducted under any corporate or trade name utilized by the Company or any related entity without the prior written consent of the Company; provided, however, that Executive may own any securities of the Company or any of its related entities, and any securities of any corporation which is engaged in such business and is publicly owned and traded but in an amount not to exceed at any one time one percent (1%) of any class of stock or securities of such publicly traded corporation.
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Non Competition Non Solicitation Etc. Xxxx agrees to be bound by ---- --------------------------------------- and subject to the obligations imposed on him under the Xxxx Employment Agreement, which obligations Xxxx has agreed to assume in consideration for the Xxxx Share Purchase Price.
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Non Competition Non Solicitation Etc. (a) Seller agrees and acknowledges that it is familiar with the trade secrets and other information of a confidential or proprietary nature of the Acquired Companies, their respective businesses and their respective business relations. Seller further agrees and acknowledges that Seller has special knowledge of the businesses of the Acquired Companies and that in order to assure Buyer that the Acquired Companies’ businesses and the Interests will retain their value, it is necessary that Seller not engage in the Restricted Businesses (as defined below) during the applicable Restricted Periods. Seller also agrees and acknowledges that Buyer and its Affiliates would be irreparably damaged if Seller were to engage in the Restricted Businesses during the applicable Restricted Periods and that any such competition would result in a significant loss of goodwill by Buyer and its Affiliates in respect of such businesses and the Interests. Seller further agrees and acknowledges that the covenants and agreements set forth in this Section 5.12 were a material inducement to Buyer to enter into this Agreement and to perform its obligations hereunder, and that Buyer and its Affiliates would not obtain the benefit of the bargain set forth in this Agreement as specifically negotiated by the parties hereto if Seller breached any of the provisions of this Section 5.12.
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Non Competition Non Solicitation Etc 
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Related to Non Competition Non Solicitation Etc

  • Non-Competition; Non-Solicitation Executive acknowledges and recognizes the highly competitive nature of the businesses of the Company and its affiliates and accordingly agrees as follows:

  • Non-Solicitation; Non-Competition (a) Executive agrees that, during the Term and until nine (9) months after the termination of his employment, Executive will not, directly or indirectly, including on behalf of any person, firm or other entity, employ or actively solicit for employment any employee of the Company or any of its Affiliated Entities, or anyone who was an employee of the Company or any of its Affiliated Entities within the nine (9) months prior to the termination of Executive’s employment, or induce any such employee to terminate his or his employment with the Company or any of its Affiliated Entities.

  • Non-Solicitation/Non-Compete Executive hereby covenants and agrees that, for a period of one (1) year following his termination of employment with the Bank (other than a termination of employment following a Change in Control), Executive shall not, without the written consent of the Bank, either directly or indirectly:

  • Non-Competition; Non-Solicitation; Non-Disparagement Arrow and its Affiliates are engaged in the businesses of banking, lending, trust operations and providing financial, property, casualty and health insurance and investment adviser services and products (collectively, the “Business”). As a senior executive, Executive provides services that are unique, special and/or extraordinary to the Business in which Arrow and its Affiliates engage, and have access to and will learn of trade secrets of Arrow and its Affiliates and confidential information pertaining to their customers. The provisions of Paragraphs 9 and 10 are agreed by the parties to be reasonable and necessary to protect the goodwill of Arrow’s and its Affiliates’ Business, the good will of special/long-term customer relationships, Arrow’s and its Affiliates’ confidential information and trade secrets (including but not limited to information concerning their customers, marketing studies, marketing strategies, acquisition plans, costs, personnel and financial performance) and confidential customer information and to protect against unfair competition by an employee whose services are special, unique and/or extraordinary to the Business of Arrow and its Affiliates and their long-term success. Accordingly, the Executive agrees as follows:

  • Non-Competition/Solicitation To the Company’s knowledge, no Respondent is subject to any non-competition agreement or non-solicitation agreement with any employer or prior employer which could materially affect such Respondent’s ability to be and act in the capacity of a director or officer of the Company, as applicable.

  • Non-Compete, Non-Solicitation Except as described in the Statutory Prospectus and the Prospectus, to the Company’s knowledge, none of the Sponsor, directors or officers of the Company is subject to a noncompetition agreement or non-solicitation agreement with any employer or prior employer that could materially affect its, his or her ability to be and act in the capacity of shareholder, officer or director of the Company, as applicable.

  • Non-Competition; Non-Solicitation; Confidentiality (a) While the Recipient is employed by the Company and for a period of one (1) year after the termination or cessation of such employment for any reason (the “Restricted Period”), the Recipient will not directly or indirectly:

  • Non-Competition and Non-Solicitation In consideration of the salary paid to the Executive by the Company and subject to applicable law, the Executive agrees that during the term of the Employment and for a period of one (1) year following the termination of the Employment for whatever reason:

  • Non-Solicitation and Non-Competition Ancillary to the agreements to provide Executive with the Confidential Information as set forth above, and in order to aid in the enforcement of those agreements, Executive agrees that, during the Term and for a period of two (2) years after the termination of Executive’s employment with the Company (or, in the event Executive is entitled to the payments and benefits described in Section 4.3(c) for a period of one (1) year after termination of Executive’s employment with the Company) (as applicable, the “Prohibited Period”), he will:

  • Non-Competition and Non-Solicitation Agreement In consideration of Employee’s (as defined below) ongoing at-will employment with Employer (as defined below) or one of its subsidiary companies, the compensation and benefits provided to me including those set forth in a separate Employment Agreement, Confidentiality and Intellectual Property Agreement (the “Confidentiality Agreement”), Change in Control Agreement (the “Change in Control Agreement”) and Employer’s agreement to provide Employee with access to Employer’s confidential information, intellectual property and trade secrets, access to its customers and other promises made below, Employee enters into the following non-competition and non-solicitation agreement: This Non-Competition and Non-Solicitation Agreement (“Agreement”) is effective by and between Bxxxx Xxxx (“Employee”) and First Solar, Inc. (“Employer”) as of March 12, 2007.

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